No. 16 Tennessee overcame injuries, academic suspensions and the impending departure of two key assistant coaches to beat No. 18 Wisconsin 21-17 today for the Volunteers' first 10-win season since 2004.

"We've been waiting a couple of years to get one of these," the Tennessee coach said after the Vols erased unpleasant memories of a loss to Penn State in last year's Outback game and also stopped Wisconsin from becoming only the second Big Ten team to beat Southeastern Conference opponents in three consecutive bowl appearances.

Fulmer's next order of business is replacing offensive coordinator David Cutcliffe, who has accepted the head coaching job at Duke, and receivers coach Trooper Taylor, who's leaving to become co-offensive coordinator at Oklahoma State.

"I'm excited about where we are, and I'm even more excited about where we're headed, even with the staff changes," Fulmer said. "I think that gives us a chance to even be excited about something new and different. I'm looking forward to it."

Erik Ainge threw for 365 yards and two touchdowns in his final game for the Vols, who also got a stellar performance from a defense that has improved dramatically since early season losses to California and Florida.

A month after having an interception returned for the winning score in a 21-14 loss to LSU in the SEC championship game, Ainge completed 25 of 43 passes without a turnover to win MVP honors.

Fulmer used the 10-point loss to Penn State here last year to motivate players during the offseason. Ainge conceded that finishing his career on winning note was big, even if the Vols fell short of loftier goals.

"That's big — winning and losing games," the quarterback said. "If anybody ever says that that's not everything, they're lying. Because if we had done everything we did and lost, we wouldn't be feeling like we feel right now."

Antonio Wardlow sealed Tennessee's first 10-win season in three years when he intercepted Tyler Donovan's deep throw intended for Paul Hubbard in the end zone in the final minute. The Vols also thwarted another fourth-quarter drive by stopping Wisconsin on downs at the Tennessee 10.

"There's a lot of things we can take from this game," Wisconsin coach Bret Bielema said. "To be able to be in a position that we were, and not come out with a win, it's a difference of little things along the way from the opening snap to the final snap there at the end."

Receiver Gerald Jones took a direct snap from center and scored on a 3-yard run, then Ainge tossed TD passes of 29 yards to Josh Briscoe and 31 yards to Brad Cottam to help Tennessee build a 21-7 lead.

Donovan's 4-yard TD throw to Andy Crooks trimmed Wisconsin's deficit to 21-14 at the half. The Badgers then pulled within four points on Taylor Mehlhaff's 27-yard field goal in the closing seconds of the third quarter.

The Wisconsin quarterback shrugged off several big hits, including helmet-to-helmet contact when he dove into the end zone on a 6-yard first-quarter run, to help Wisconsin (9-4) stay close by completing 14 of 24 passes for 155 yards.

Bielema was upset about the officiating in general, but was particularly incensed that Tennessee wasn't penalized for Eric Berry's hit that left Donovan down on his back in the end zone.

"One of the issues we've gone over as coaches and are warned about, any helmet-to-helmet is going to be called," the Wisconsin coach said. "The back judge did the proper thing and apologized that he missed the call."

P.J. Hill returned to Wisconsin's offense after sitting out two games and missing part of two others, running for 132 yards on 16 carries. His 50-yard run was the big play in the drive that stalled at the Tennessee 10 with six minutes left.

Donovan launched Wisconsin's last drive from his own 12 with 1:26 to go. The Badgers marched to the Tennessee 36 before the senior overthrew Hubbard, who was racing up the left side of the field.

Tennessee played without six players who were declared academically ineligible, including defensive tackle Demonte Bolden, linebacker Rico McCoy and leading receiver Lucas Taylor, who had 73 receptions for 1,000 yards and five TDs this season.

Briscoe took up the slack in the absence of Taylor, finishing with seven catches for 101 yards.

Both teams rebounded from tough stretches that ruined any hopes of contending for the national title to finish the regular season with nine victories.

Tennessee lost two of its first three games before winning eight of nine to earn a berth in the SEC championship game, where the Vols lost to LSU.

Wisconsin started 5-0 before losses at Illinois and Penn State dropped the Badgers out of the Top 25.

A lopsided loss at Ohio State eliminated any chance of winding up in the Rose Bowl, but the team regrouped to beat Michigan and Minnesota to head to Tampa for its fourth consecutive appearance in a January bowl.

The Badgers beat Auburn and Arkansas in the Capital One Bowl the previous two years and would have joined Michigan as the only Big Ten programs to beat SEC opponents in three straight bowl games.

"Hopefully it makes them very, very mad," said Bielema, who's 21-5 in two seasons at Wisconsin.